Translate a commercial contract in Word into English

How contract English differs from everyday English

A commercial contract cannot be translated like an internal memo. Drafting English has conventions an English-speaking counterparty will notice immediately:

• Obligations use shall: "the supplier delivers the goods" becomes The Supplier shall deliver the Products; plain present tense or will reads as a forecast, not a duty.
• Defined terms are capitalised and never vary: if the customer is the Customer in clause 1, it must not turn into the Buyer in clause 9.
• Party definitions are usually written as (the "Distributor") in brackets, rather than a repeated hereinafter referred to as.
• Execution wording such as "done in Milan on 1 March 2025 in two originals" becomes Signed in Milan on 1 March 2025 in two originals.

English is often more compact than Romance languages such as French (typically 10 to 15% shorter), so clauses take less space and page breaks tend to move.

Civil-law concepts without an exact English match

Contracts drafted under a civil-law system often rely on concepts with no perfect twin in English or US law. A translation can render them faithfully, but it does not turn the contract into a common-law agreement:

• Contractual penalty: a literal penalty clause suggests, under English law, a clause whose enforceability is restricted; liquidated damages is common but not strictly equivalent.
• Formal demand to perform: formal notice is the usual rendering; check it matches the notices clause.
• Force majeure: the term is kept in English, but its contractual definition matters more than in many civil-law systems.
• Company forms such as SAS, GmbH or S.r.l. are best kept with a short gloss: a German limited liability company (GmbH).

If the contract remains governed by its original law, the English version mainly helps the foreign party understand it. Many bilingual contracts add a clause stating which language prevails in case of discrepancy; agree that with your lawyer.

What Manuce returns, and what it does not do

The contract goes to Thémis, the engine specialised in law. It translates:

• body paragraphs and clauses, including numbered sub-clauses;
• tables (payment schedules, price grids, product annexes); a merged cell is translated and charged only once;
• headers and footers, for instance an initials line becoming Parties’ initials;
• text boxes.

The original .docx is rebuilt run by run: fonts, sizes, colours, bold and italics, styles, "7.2.1" numbering and table widths stay exactly as in the source. An automatic check compares the layout of the translated file with the original and flags any difference. You receive the file in its original format, plus a Word version, a PDF and the plain text.

What it does not do: automatic fields (table of contents, cross-references such as "see clause 12") keep working, but page numbers are only recalculated once you update fields in Word. Manuce does not provide sworn or certified translation either: if a court, registry or bank requires a translation certified by a sworn translator, you will need one.

Preparing the file before upload

• Accept or reject tracked changes and delete negotiation comments, otherwise competing versions of a clause may end up in the English text.
• Write dates in words where you can: "1 March 2025" is unambiguous, whereas 01/03/2025 reads as 3 January to an American reader.
• Keep annexes in the same file if they should be translated with the contract; a scanned schedule inserted as an image contains no text.
• Note the names that must stay unchanged (company names, brands, product names) and check them in the free sample, then in the full translation.

For a contract that will be signed, the Professional level gives you Thémis output ready to send; Essential is enough to understand a contract you have received.

Checks after delivery

1. Update fields in Word: the shorter English text means the contents page and page references must be recalculated.
2. Settle on British or American English to suit your counterparty and check consistency: licence or license, organisation or organization, 1 March 2025 or March 1, 2025.
3. Check figures: continental amounts such as 1.250,50 € or 1 250,50 € should read €1,250.50.
4. Proofread defined terms: every capitalised word in the Definitions clause should reappear identically.
5. Have a lawyer review the English version before signature if it will bind the parties.

In practice

1. Accept tracked changes and save the contract as .docx.
2. Upload it: the quote appears at once, based on the exact word count.
3. Read the free paragraph translated by Thémis and check proper names.
4. Pay, then download the translated .docx, its PDF and the plain text.
5. Update fields in Word and have the English reviewed before signing.